The Amazing Spider-Woman
by Dracossack
Summary: Beca Parker never imagined that having super-powers could ever be a bad thing. Now, a year after being bitten by an irradiated spider and becoming Spider-Woman, she's beginning to realize that the life of a hero is tumultuous at best and torturous at worst. But things aren't all bad, especially once she meets Chloe Watson... Bechloe Spider-Man AU.
1. And So It Begins

_A/N: So, I somehow came across the suggestion to make a Spider-man AU story where Anna Kendrick is Spider-man on tumblr. This is a slight alteration on that idea, instead taking the characters of Pitch Perfect and inserting them in the Spider-man universe, with the last names of their corresponding characters. I will try to keep the universe of this story as true to the world of Spider-man as I can, but, that being said, it is its own self-contained story and universe, completely independent of canon, so there might be some changes. Hopefully, they won't be too glaring, as I don't plan on making any truly obnoxious changes. Anyway, thank you to anyone who has decided to read this and I hope you enjoy!_

 _Also, I must give a huge, huge thank you to Sweedledome for beta'ing this for me and for just generally being awesome. Y'all should all check out her stories too, she's frickin' talented as hell._

* * *

 **The Amazing Spider-Woman**

Chapter 1: And So it Begins

"Ms. Parker!"

Beca's head shot up off of the desk where it had been resting for the past five minutes. She blinked twice, realizing she had fallen asleep in class... again. These long nights were getting to be a bit of an issue.

"Yes?" The short, brunette girl responded, trying with all of her might to keep the edge of sarcasm that was so very prominent in her every day voice at bay, only to find that she had failed miserably when her teacher raised her eyebrows in disapproval, before shaking her head with an exasperated sigh.

"Would you please solve the equation on the board?" The teacher asked. Beca looked at the large white-board behind her teacher, finding a reasonably complex double integral problem written there.

"The natural log of x cubed plus cosine of theta squared over three," Beca said absentmindedly.

"I was _hoping_..." The teacher spoke slowly, "...that you would be so kind as to write out the solution so that your classmates might learn. Not all of us are as... _gifted_ as you are." Beca rolled her eyes as her the sound of several of her classmates' chuckles and scoffs reached her ears. She stood up and made her way to the front of the class room.

"You have no idea," she muttered under her breath as she picked up the black dry-erase marker and swiftly wrote out the solution to the problem.

"Thank you, Ms. Parker," the teacher said as Beca returned to her seat. She sighed as she slouched back into her chair. It wasn't that calculus wasn't _interesting_ , as it were. In fact, her love of mathematics was rivaled only by her passion for science. However, as a result of said interest, she had already mastered all of the material covered in this class, so at this point, solving simple, abstract equations that had no real use beyond existing as teaching methods just wasn't very stimulating any more.

Beca yawned. It had been a long night. She was just nearly about to doze off again when the bell rang, signaling the end of the class period. Checking her watch, she realized that it was the final class of the day, and she quickly scooped up her bag and slung it over her shoulder as she stood before heading to leave the classroom.

"Ms. Parker, could I speak with you for a moment, please?"

Beca winced, not entirely unfamiliar with that tone of voice from the math teacher as of late. She turned around slowly as her classmates filed out around her.

"Yes, Mrs. Jordan?" She asked.

"This is the third time this week I've caught you sleeping in class," the older woman said as she looked down at Beca.

"Yea, I know, I'm really sorry," Beca replied truthfully. Mrs. Jordan sighed.

"Look, Rebecca..." Beca winced again, the usage of that name irking her more than 'Ms. Parker.' "...you're a brilliant student, but that doesn't excuse poor manners."

"I know," Beca replied. "Like I said, I am sorry. I just... haven't been getting much sleep lately."

"And why might that be?"

 _Beca felt a tingling sensation in the base of her skull. She whipped her body around in a short, grounded back-flip to dodge the incoming bullet. She jumped upwards, clinging to the ceiling for but a moment before hurling herself towards the man clad in black, still pointing his large, silver revolver at the space Beca had occupied two seconds ago. She brought her foot around in a wide arc, kicking the man across the jaw. The force of the kick sent him flying into the wall behind him, and he slumped to ground, unconscious._

 _Beca looked around the jewelry shop, observing the now comatose bodies of the four men and two women who had attempted to rob it. She proceeded to drag them to the door before binding their hands and feet with webbing. At that point, the sound of police sirens had reached her ears, and she knew she would need to leave quickly. She checked the levels of her web shooters. Satisfied that they would not need reloading, she sprinted out of the store and threw herself into the air. Firing a line of web at the nearest building, she quickly pulled herself into the familiar pattern that was swinging through the city of New York._

 _She smiled as she sailed through the air over the bright city streets. It was an experience that never ceased to exhilarate the now seventeen year old girl. She swung all of the way to the Chrysler Building, where she proceeded to sit on one of the large ledges jutting out from the skyscraper. Pulling the red mask off of her face, she took a deep breath of the cool air, still grinning as she felt her long hair blowing in the wind. It was one of her favorite spots, and she scarcely could stand to finish a night of crime fighting without a stop here. Checking her watch though, she noticed that it was nearly two in the morning. She sighed, knowing she was going to regret this at school in the morning before pulling her mask bask on and diving off of the building._

"Not sure," Beca lied with a casual shrug.

"Somehow, I get the feeling that you wouldn't pay much attention in my class even if you _were_ well rested."

"That's not true," Beca replied somewhat indignantly. Mrs. Jordan raised her eyebrows as she looked at Beca skeptically.

"Rebecca, you mentally and instantly solved a problem that even most mathematicians would need at least a few moments to think about and write down to find the solution. You already know all of this material far beyond that of a high school student. And I imagine it's not much different in any of your other subjects."

Beca smirked.

"Well, I sucked at theater." Mrs. Jordan couldn't help but crack a slight grin at the comment.

"Oh, believe me, Rebecca, I'm well aware of that fact, as is most of the school after your, how shall we say, _unorthodox_ performance as Ophelia in the last school play."

"I'm never going to live that one down, am I?"

"Probably not," Mrs. Jordan said. "But we're getting off of the subject. Beca, you're practically a genius. You've mastered nearly all of the material you could ever learn in high school. Have you not considered testing out of these subjects, maybe even moving on to college early?"

"I have..."

"So why do you continue to come to my class? Do you enjoy being bored? Or are those desks more comfortable to sleep in than your bed?"

"I just..." Beca hesitated for a moment. "I just want to feel normal, you know?" An understanding, but vaguely sad smile appeared on Mrs. Jordan's face. Beca didn't miss that look.

"I suppose I can understand that, but just know that intelligence is nothing to be ashamed of."

"I never said it was."

"I know, but kids these days often seem to forget. Also, if you do wish to remain in my class, I expect you to at least stay awake."

"Got it," Beca said, her own grin forming at her teacher's words.

"Now, I hate to keep you so long, but all of that was not the real reason that I wanted to speak with you." Beca blinked.

"Oh, really?"

"Yes," Mrs. Jordan said as she turned and walked back to her desk. Beca followed her, standing in front of said desk as her teacher took a seat. "I was wondering if you would mind tutoring a student for me." Beca made a face that was somewhere between fear and disgust.

"I don't know, Mrs. Jordan. I'm not exactly much of a teacher."

"Be that as it may, said student is falling behind, and I think getting some help from someone her own age would do her good. Perhaps give a different perspective that she might find more comprehensible. I would greatly appreciate it if you were to help her." Beca sighed. Seeing the doubt on Beca's face, Mrs. Jordan knew she would have to try a little harder to convince her. The teacher smirked as an idea popped into her head. "Perhaps if you do this, I could forget to assign you detention for falling asleep in my class." Beca's jaw dropped.

"Seriously? We're resorting to blackmail now?"

"Rules are rules," Mrs. Jordan replied sweetly. Beca huffed, glaring at the still smirking teacher.

"Fine," Beca said with exasperation. "Who is it?"

"Chloe Watson," Mrs. Jordan said nonchalantly. Beca froze.

"Oh boy..."

* * *

Beca's face scrunched up in concentration as she read the article currently being displayed on the dusty, old computer monitor. She momentarily cursed the fact that her high school couldn't be funded well enough for the library to have relatively up-to-date computers as she cleared away some of the filth that had collected on the screen.

"Huh..." Beca let out quietly as she continued to read. Apparently, Dr. Otto Octavius had a falling out with Oscorp, and had been released from the company's employment. Why they would ever fire the world's most intelligent and brilliant nuclear physicist and atomic researcher was beyond Beca. She didn't continue to dwell on the matter, however, as her attention was drawn away from the news article by the cacophonous creak of the library door opening. She turned in her chair to the sight of a redheaded girl entering the library. Beca swallowed nervously as she stood up.

"Hi!" The girl said brightly as she walked up to Beca, who was now standing. "I'm Chloe."

"I know," Beca said quickly. "Oh, God, that sounded weird. I mean, like, I'm not a stalker or anything, I'm not like that, it's just kind of hard to not know who the most popular girl in school is, you know?" Chloe giggled, and Beca's face burned with embarrassment at the sound of her own rambling.

"Hey, it's cool, I actually already know you too," Chloe responded sweetly, a wide grin plastered on her face.

"What?"

"Remember, we met last year at that science demonstration thing our physics teacher took us too?"

 _Beca pushed her glasses back up as they attempted to slide down her face. She really needed a new pair._

" _I'm so bored," a male voice complained, dragging out each syllable as long as possible. Beca rolled her eyes at the childishness of it._

" _Jesse, how can you be bored? This is the most advanced particle accelerator in the entire world." Jesse gave Beca a pointed look, clearly not sharing her enthusiasm. "What?"_

" _Nothing," Jesse said as he chuckled, shaking his head. Beca turned her attention away from the boy, her best friend, and back to the behemoth machine towering over them. After the machine had been demonstrated, the scientists who built it had allowed some of the visitors to get a closer look in smaller groups, with Beca's physics class being one of them. She buzzed with excitement as she inspected it, paying little attention to her surroundings._

 _Unfortunately, she felt a body collide with her own, and she fell forward onto the ground. She threw her hands out, trying to break her fall, but she only succeeded in planting her face directly onto the tiled floor, and her glasses flew off of her face as she sprawled on the ground._

" _Oww..." she ground as she pushed herself up._

" _Hey, watch where you're going, jerk!" She heard Jesse say._

" _Oh, chill out, Osborn, it was an accident," came the sound of another boy's voice. Beca ignored their arguing, crawling on the ground as she frantically searched for her glasses. Even though she needed new ones, she didn't want to give her Aunt and Uncle a reason to spend any unnecessary money, as they weren't particularly wealthy and glasses were expensive. Unfortunately, without them, her vision was blurred, and she was unable to find them. Her heart began to beat faster with every second that they remained lost. There was a sizable crowd around her, and she knew it was only a matter of time before someone stepped on them._

" _Hey, are you looking for these?" Beca looked up to see a girl leaning down in front of her, holding something in her hand. Beca squinted, unable to make out her features exactly, as her vision was quite poor, but she couldn't miss the bright red hair or her sparkling blue eyes. She reached for the girl's hand to find her missing glasses. She quickly put them on as the redheaded girl helped her to her feet._

" _Thanks," Beca said. She looked at the girl's face and froze as she realized who she was talking to. It was Chloe Watson, the most popular girl in school. Not surprising, considering her bright and cheery personality that one just couldn't help but like, and the fact that she seemed to be immensely talented at anything she attempted._

" _What's your name?" She said._

" _Umm..." Beca said, unable to articulate any coherent thoughts. Chloe giggled._

" _Umm?" Chloe asked with a smirk. Beca's face flushed, embarrassed at her own inability to speak._

" _Beca," she said. Chloe flashed a wide grin as she looked down at the shorter girl. It was then that they heard their physics teacher trying to corral the students together, as it was time for them to leave._

" _Nice to meet you, Beca!" Chloe chirped as she walked off to meet a group of three other girls, leaving an awestruck and silent Beca in her wake._

" _Smooth," Jesse said as he walked up behind her. His voice brought her back out of her daze, and she rolled her eyes at the quip from the brunette boy._

" _Oh, shut it," she said. Jesse smirked._

" _Come on, dude, let's get out of here," he said._

" _You go ahead, I'll catch up."_

" _Do you and the particle whatever need a moment alone?" Jesse teased._

" _Just go, you weirdo," Beca said with a chuckle. Jesse shook his head before walking off in the direction of their classmates. Beca turned back to look at the large piece of technology, admiring it once more before she had to leave._

 _At that moment, however, she felt a sharp and incredibly intense pain shoot through her hand. She yelped and shook it frantically for a moment, and the pain quickly subsided to a dull ache. She looked down, inspecting the appendage, finding two tiny, black dots, with the skin around them beginning to redden quickly._

" _Great," Beca muttered as she looked at the injury, which appeared to be a bug bite of some kind._

" _Ms. Parker!" She heard her physics teacher call. She turned her head to see him standing impatiently at the entrance to the large room._

" _Sorry, coming!"_

"Oh, yea, right. I guess I was kind of hoping you would forget about that," Beca said as her face turned yet an even darker shade of red.

"Even if I did, you're not so unknown around her either," Chloe replied. Beca shrugged.

"I guess. It's not always a good thing, though." Chloe giggled again. God, Beca thought she would never get tired of that sound.

"Yea, I guess when you're the smartest person in school, some people can get pretty jealous."

"They don't seem jealous when they call me a nerd and a freak."

"Well, you're not, and they're just jerks, so don't worry about them, ok?" Beca grinned.

"I suppose," she said. Chloe smiled widely again. "So, I hear you need some help with calculus?" Chloe nodded.

"Yea. Normally, I'm decent with math, but this stuff has been pretty tough to wrap my mind around, you know? Well, I guess you wouldn't know, you're a genius..." Beca laughed.

"Careful there, dude, you don't need to feed my ego too much."

"Fine, I won't compliment you any more," Chloe teased. Beca rolled her eyes, but the grin never left her face for the rest of the afternoon.


	2. The Worth of a Hero

**The Amazing Spider-Woman**

Chapter 2: The Worth of a Hero

Beca groaned as she was pulled violently out of her sleep and into the waking world by the blaring of her alarm clock. She rolled over in the small bed of her room and slammed her hand down against the offending device with much more force than she intended, which, as it happened, was enough to crush it. She blinked as she raised her head to observe the damage.

She quickly determined that she was more pleased with the resulting lack of noise than she was bothered by the fact that her alarm clock was now irreparably damaged. Worst case scenario, she could just build a new one. Hopefully, Aunt May wouldn't notice it. Beca yawned, and laid her head back down on the pillow.

"Beca!" Aunt May's voice called from the other side of the door to her room. "Beca, are you awake?"

Beca's eyes shot open. She frowned, looking at her clock for a moment in confusion before realizing that she must have fallen back asleep after she smashed it. Crap.

"Yea, I'm up," she answered as she sat up and swung her legs over the side of the bed. She gently massaged her temples as she sat for a moment. Even Spider-Woman wasn't immune to headaches, regrettably, nor was she unaffected by lack of sleep. She grabbed her phone to check the time and realized she was most certainly going to be late.

"Are you feeling okay?" Aunt May asked worriedly.

"Actually," Beca said. "I'm not feeling too great. I think I may just stay home from school today."

"Okay then. Can I get you anything?"

"No, thanks, I think I just need some rest." It wasn't completely false. Beca had been feeling pretty drained lately, so she figured she could just catch up on some sleep today, go be Spider-Woman in the afternoon, then actually get to bed at a decent hour. It was perfect. Plus, it's not like missing school would hurt her too much.

"Well, all right. Let me know if you need anything."

"Thanks, Aunt May." Beca was about to fall back asleep when she realized one important factor of her academic absence: she would miss her tutoring session with Chloe this afternoon. Beca frowned. Nervous as she had been to start tutoring Chloe, Beca found she quite liked spending time with her.

It had been nearly two weeks since she started tutoring Chloe after school. As it happened, Chloe wasn't the typical, stuck up, popular hot girl that Beca sort of assumed she might be. It wasn't really a fair assumption on Beca's part, but it was high school, after all, and most of her peers gave her little reason not to assume the worst in people.

Beca looked back at her cell phone. Considering the time, there was no way she'd get to school without being late, and she'd already committed to staying home by telling her aunt. She sighed as she typed out the message to Chloe.

 _'Hey, I'm not feeling so hot, so I won't be at school today. I'm really sorry but I won't be able to make it to our tutoring session this afternoon.'_

Beca felt bad, because it was barely a step down from straight up lying. Considering she was supposed to be a hero, she did an awful lot of lying. Beca scoffed at the thought.

"Some hero I am..." She muttered as she fell back on to the bed. She was just about to drift off to sleep when she heard her phone buzz. Beca looked at it in confusion before picking it up to see that Chloe had responded to her text.

 _'Aww :( That's too bad. But don't apologize, it's perfectly all right. Hope your health gets back to matching your looks soon ;)'_

Beca's face flushed as she read the message.

 _'You're such a weirdo. And you shouldn't be texting in class.'_

 _'But Microbiology is soooo boring :('_

 _'Are you serious? How could you think Microbiology is boring?'_

This time, an immediate reply didn't come, and Beca began to worry that she'd somehow offended Chloe. But she was in class, after all, so it would be understandable that she might not be able to respond quickly, owing to the need for discretion. Beca shook her head. Why did she care so much anyway? When her phone buzzed again, Beca immediately snatched it up, seeing that it was another message from Chloe.

 _'Miss Parker, while I appreciate your enthusiasm, I must insist that you refrain from texting students that should not be on their phones. - Lukas Carol'_

Beca winced.

"Oops," she said with a nervous chuckle. It would seem Chloe had been caught, and Mr. Carol, the microbiology teacher, had confiscated her phone. Fortunately, he was fairly lenient on these sorts of things, so neither she nor Chloe were likely to get in any trouble as long as it didn't happen again. Still, better safe than sorry. She typed out one more quick message:

 _'I am so sorry, sir. It won't happen again. It was my fault, so please don't punish Chloe. I'll take an extra detention if necessary.'_

It was kind of a poor argument, considering Chloe had been the one breaking a rule in this case, but Beca, for reasons inexplicable to her, felt compelled to try and keep her from any consequences. She sighed as she set her phone down. No more replies came from Chloe's phone for the rest of the morning. Hopefully, she was just trying to keep out of trouble or her phone was still confiscated.

* * *

Beca, now in her Spider-Woman suit, crouched at the edge of one of the larger buildings in New York City. After eating the lunch that Aunt May had prepared, Beca told her she was going to back to sleep for the rest of the afternoon before sneaking out through her window.

She had already stopped three muggings and a carjacking today, and was, for the moment, resting. She checked the watch on her wrist and saw it was nearing five in the afternoon. Beca figured at this point she should probably get home soon, lest Aunt May decide to check on her. She pulled the red sleeve back down over her watch before diving off of the edge of the building.

She fired off a web line as she reached a level of about forty feet above the street, preferring that height because it allowed her to observe anything happening that might require her intervention. The muscles in her arm tightened as the web line went taut, and she smiled as she felt the familiar rush of swinging through the city engulf her. Her adrenaline induced euphoria was drowned out though when she felt a tingling sensation in her skull, the warning of her spider senses, followed by the piercing sound of police sirens. She looked at the ground below and saw a yellow Camaro swerving rapidly through traffic, with two police cars in pursuit.

Beca released her current web line, flying through the air in a wide arc before firing a web line from both of her wrists. As soon as they made contact, she pulled with all of her might before releasing them, sending her sailing towards the fleeing car.

Seconds later, she realized she wouldn't reach the car, so she fired another web, picking up speed as she moved through the arc and flew over the car. She released the web and landed on the hood of the car, smashing down against it with enough force to drive the front end of the car into the pavement, lifting the rear wheels off of the ground. Beca shot webbing from each wrist onto the street on either side of the car, pulling tightly against it as she pressed down into the car, bringing the vehicle to a halt.

"Well, that went better than expected," Beca said. At that moment, she felt an almost painful flare in her head as her spider senses went on overdrive. The driver had fired at her through the wind shield of the car with a small pistol. Beca immediately side stepped the shots. "Oh, come on! The cops are right there! What are you hoping to accomplish?!"

Before the driver had a chance to adjust his aim, she threw the door of the vehicle open and punched him across the jaw, knocking him out cold.

"Freeze, Spider-Woman!" She heard one of the cops call as they stepped out of their squad car. Beca rolled her eyes. She turned around to face the officer, who was pointing a tazer at her.

"Really? We're still doing this?"

"You're under arrest!"

Beca huffed irritably, folding her arms across her chest.

"What do you think you're doing?" Beca heard a voice from behind her. She turned and, much to her surprise, found none other than Chloe Watson stomping towards her and the police officer. Chloe walked past Beca and marched right up to the police officer. "Why are you pointing that thing at her?"

"Ma'am, I'm going to have to ask you to-"

"She's a hero, and you're trying to arrest her? What's up with that?"

Beca smiled beneath her mask. Still, as thankful as she was, and as much as she'd have loved to continue to listen to what Chloe was saying, Beca knew she couldn't afford to waste this opportunity to leave so cleanly.

"Ma'am, Spider-Woman is considered a dangerous vigilante and-"

"Oh, my God. I can't even believe what I'm hearing. This is ridiculous. Honestly, how many crimes has she stopped today alone?" Chloe asked fervently. The police officer was about to protest when he looked behind Chloe to see that Spider-Woman was gone. Chloe noticed him looking past her and turned around to look as well, slightly disappointed that she had left. The officer sighed as he placed the tazer back in its holster.

"Realistically, ma'am, I don't want to have to try and arrest her. I know we can't, and I agree that we shouldn't, but orders are orders. Have a good day," He said before walking over to the Camaro to arrest the criminal they had been chasing. Chloe pursed her lips. It didn't make any sense to her. Why would anyone want to arrest a hero?

* * *

The sun was just setting as Chloe exited the taxi. She hummed lightly as she made her way to the apartment where she lived with her parents.

"Mom, Dad! Anyone home?" she called out as she entered the apartment. She let out a sigh of resignation when she heard no response. They were both still at work, it would seem. She set her purse down on the counter and opened the refrigerator, grabbing a bottle of water before heading to the balcony. She took a small drink of water as she looked around the empty apartment before deciding she didn't really feel like being there. She headed out of the apartment and into the elevator to head to the roof of the building.

She took a deep breath of air as she stepped out onto the roof of the ten story apartment building, smiling as she looked out on to the brightly lit city. It always made her feel better to be up here when her parents weren't home, which was a common occurrence. Somehow, the sight of all of the bright lights and busy streets made her feel not so alone.

"Thanks for earlier," she heard a female voice say. Chloe yelped and jumped in surprise, dropping her water as she turned to find Spider-Woman sitting casually on the side of the building.

"Jesus!" She said. "That wasn't terrifying or anything..." Spider-Woman shrugged.

"Sorry," she said. "I just wanted to thank you, since I didn't earlier." Chloe shook her head.

"You don't need to." There was a pause as Chloe looked at Spider-Woman, scarcely believing she was actually there. Chloe wistfully wondered what she might look like under that mask.

"So why'd you do it? If you don't mind me asking..."

Chloe shrugged.

"It just felt like the right thing to do, I guess..." she said. Spider-Woman gave her a pointed, expectant look, but it was lost on Chloe as her face was still obscured. "...and, I just kind of thought, you do a lot for us, you know? And it seems like no one ever takes the time to thank you or even really appreciates all that you do. I don't know. Maybe it was a bit crazy of me."

"Well, you _did_ argue with a cop for the sake of someone you've never met," Spider-Woman teased. "But thank you. Praise and recognition isn't why I do this but... It's kind of nice to get some. And it _was_ pretty impressive of you." Chloe giggled and looked down, and for once, she was the one feeling a bit embarrassed.

"How'd you know where I live?" Chloe asked suddenly. The thought of Spider-Woman having such knowledge wasn't really scary, but it was certainly curious.

"Honestly?" Spider-Woman said nervously. "I felt bad that I left you to deal with the cop by yourself, and I _really_ wanted to thank you so..." She hesitated. "...I may have followed you. I'm sorry, that's weird, I know. I'll leave you alone forever now."

"Wait!" Chloe called out, running over to her and grabbing her arm as she turned to jump off of the building edge. "No it's... It's okay." It actually kind of wasn't, but for some reason, Chloe didn't mind. She couldn't find it in herself to be afraid of the masked woman whom she knew to be a hero, and there was something strangely familiar about the way she spoke. Spider-Woman turned back to face Chloe, bringing her masked face mere inches from Chloe's. Spider-Woman held her breath as Chloe fixed her with the most intense and disarming gaze she's ever encountered.

"You really are amazing," Chloe said quietly.

"Thanks," Spider-Woman said in a near whisper. They remained frozen in place for several moments, neither willing to move, when the sound of police sirens rang through the air as they drove past Chloe's apartment. They both looked over the balcony, seeing the cars headed north. "I guess I should go."

Chloe smirked.

"Go get em, tiger," she said. Spider-Woman grinned before suddenly letting herself fall backwards off of the balcony. Chloe rushed forward and looked over to see her quickly diminishing form swinging after the cars. She smiled. "Yeah... Amazing..."

* * *

 _A/N: Hey! Sorry this took so long. I didn't much care for the first draft I wrote for this chapter, it didn't really fit and felt forced, so I wrote this instead, and that first draft is now chapter three. Fortunately, that means the next update shouldn't take long. Thank you so much to everyone who has given me feedback and/or followed this story. You guys are awesome._

 _Also, a huge thank you to the ever awesome Sweedledome for being such a wonderful beta. She has seriously been so helpful on this, I can't thank her enough._

 _Oh, and if you feel so inclined, you could follow me on tumblr at leblanc-apella . tumblr . com :) I'd be super appreciative_


	3. Advanced Anonymity

**The Amazing Spider-Woman**

Chapter 3: Advanced Anonymity

"What's up, weirdo?" Jesse asked as he sat down on the other side of the table from Beca, letting the plastic tray holding his lunch drop quite loudly onto the wooden surface.

"Hey," Beca replied nonchalantly. "How was Miami?"

"It was all right. Dad was pretty much too busy with the technology conference for anything else, so I had a lot of free time. He's been pretty stressed since the company lost Dr. Octavius," Jesse answered. Beca's ears perked up. Had Jesse said 'lost'? She was sure the need article she had read a few days ago had said that Oscorp fired the renowned scientist. Odd... "So how've you been? Didn't miss me too much, did you?" Beca rolled her eyes.

"I don't know how I survived without you," she replied dryly, but a small grin pulled at the corners of her mouth. She had missed her best friend.

"What's that?" Jesse asked, nodding his head to indicate that he was referring to the gargantuan book that Beca had closed when he sat down.

"Oh, nothing," Beca murmured. Jesse craned his neck to get a better look at the title.

"Advanced Nuclear Astrophysics..." He read aloud. "Jesus, Beca, you really need a life."

"I have a life," Beca replied.

"Uh huh..." Jesse replied wryly. "When was the last time you did anything besides read a textbook that didn't start with the word 'Advanced'?" Beca frowned as she contemplated the point for a moment. If she really thought about it, besides her activities as Spider-Woman, she had nothing to offer Jesse, and best friend though he may be, she was so not ready to divulge that bit of information yet. She settled for a casual shrug.

"It's fun to me," she said. Jesse shook his head.

"Dude, okay, seriously? That..." He began, pointing to the textbook with something on his face akin to disgust. "...isn't fun. Fun is the party that we're going to at Tom's house this weekend." Beca groaned.

"Really, Jesse?"

"Come on! I promise you'll have a good time."

"Not happening, Jesse."

"Come on, Bec. Please?"

"Nope."

"Please?"

"No."

"Pretty please?"

"There's not a pretty enough please in the world to convince me to change my answer." It came out a bit harsher than Beca had intended. Jesse's eyes narrowed as he glared across the table at Beca, who sent him a pointed look in return.

"Fine," he sighed in defeat. "Do you at least wanna come over and hang out after school?"

"I can't. I've got a tutoring session with Chloe." Jesse's eyes widened in surprise.

"Chloe? As in Chloe Watson? _The_ Chloe Watson?" Beca rolled her eyes again.

"Yes, Jesse, _the_ Chloe Watson. Mrs. Jordan asked me to tutor her, so I've been doing that after school for the past two weeks."

"Nice," Jesse commented. "I'm surprised you agreed to tutor her. That doesn't really seem like your thing... Then again, Chloe is super hot. Maybe I shouldn't be surprised."

"You're such a weirdo," Beca replied as a blush began to creep across her face.

* * *

"I think I get it," Chloe said hesitantly.

"Well, why don't you try working on..." Beca ruffled through the messy stack of papers laid out on the table before them. "...crap, I had some practice problems but I can't find them. Hold on, let me make up a problem for you." Beca turned her notebook to a blank page and quickly wrote down a problem before ripping out the sheet of paper and handing it to Chloe.

"Ok," Chloe said with a grin as she quickly set to work. Beca sat back in her chair and just watched her as she worked. She couldn't help but think about how incredibly attractive Chloe was. Not that this was new information for Beca, but seeing her up close, she began to notice little things like the smooth grace with which her hand moved across the paper as she wrote, or the glint in her eye when she realized she understood something, or the completely innocent yet somehow unbelievably sensual way she bit her lip when she was thinking. Beca shook her head as she realized she was staring. It wouldn't do her good to dwell on Chloe Watson, the girl was miles out of her league, as far as Beca was concerned. Still, she had quickly come to understand how unwaveringly kind Chloe could be, especially with seeing her show of support for Spider-Woman the other day. Things like that gave Beca hope for something more, however unlikely it may be.

"Done!" Chloe announced brightly as she finished the problem. Beca took the paper from her and grinned as she glanced down at her work.

"Almost, you missed a negative sign here," Beca said, pointing out the slight error. "But, other than that, the problem is completely right. You've got the concept down. Just make sure to be careful with your algebra next time." Chloe beamed proudly.

"Awesome!" She chirped as she threw her arms around Beca, pulling her into a tight hug. Even with Beca's super-human reflexes, the action still nearly took her by surprise. "Thank you so much!"

"I didn't do much," Beca said nervously, not entirely sure what to do in her current position. She wasn't really accustomed to any physical contact at all, let alone hugs from hot girls. "You did most of the work."

"You're being too modest," Chloe replied as she released Beca from her hold. "By the way, I never did thank you for that last text you sent me after Mr. Carol took my phone."

"Huh?" Beca asked.

"You know," Chloe said. "The one where you asked him not to punish me and even offered to take an extra detention?"

"Oh, right. That one," Beca replied with a nervous chuckle.

"It was really sweet of you," Chloe said with a bright smile. Beca felt her face quickly reddening, so she shrugged, hoping that Chloe wouldn't notice it.

"It's no big deal," Beca answered casually.

"Well it was to me. Thank you." Chloe continued to smile at Beca as she idly fiddled with her pen. "So..."

"What's up?" Beca after a moment of silence. Hesitation hadn't really seemed to be a concept Chloe understood, at least not when it came to their conversations.

"I... I was just wondering if you were planning on going to Tom's party this weekend," Chloe asked.

"Oh," Beca said. "No, not really." Chloe's ever present smile seemed to fade slightly at that. "Why?"

"No reason," Chloe replied, feigning a sense of nonchalance, which didn't go unnoticed by Beca. "Just curious."

"I assume you're going?"

"What makes you think that?" Chloe challenged, with a small smirk on her face.

"Oh, come on. You're Chloe-freaking-Watson. You're the most popular girl in school. They probably wouldn't know what to do if you didn't show up to the party." Chloe chuckled.

"I suppose not," she said as she began to gather up her things. It was getting late, and the school's library would be closing soon. "If you change your mind, let me know." She gave Beca a wink as she stood before turning and making her exit. Beca's face blushed furiously as a result, and as soon as she realized she had not, in fact, spontaneously combusted, she pulled out her phone and began rapidly typing out a message to Jesse.

 _'Change of plans. We're going to that party.'_ It read.

* * *

"Are you in yet?"

"Almost."

"Well hurry the hell up! We ain't got all night."

"Calm down, Jerry, you knew going into this that we're breaking into one of the most secure vaults in Manhattan. It's not as easy as strapping some C4 to the door and pressing a button."

"All I'm saying is that we need to get this done as fast as we can," Jerry hissed into the walkie-talkie. He tightened his grip on the large pistol he held in his right hand as he peered down the dark alleyway.

"You know, I always did admire folks who valued efficiency in the work place," a female voice quipped from somewhere behind him. The man whirled around, bringing the pistol up to point into what he soon realized was empty space. "It's so hard to find people committed to their craft, these days."

"Who the-" Jerry began to say as he turned back around to be met with the sight of a girl clad in a red and blue skin-tight suit. He was momentarily stunned. He didn't think Spider-Woman would be this short. "Hey guys! She's here! Spider-Woman is- OOF!" He grunted as her fist pounded painfully into his stomach, knocking the wind out of him and preventing him from finishing his sentence. He dropped the walkie-talkie and fell to his knees, clutching his stomach in agony.

"Just once, I'd like to show up and have the bad guys be like: 'Oh, darn, Spider-Woman's here. May as well give it up now, boys. It's not like we can fight the chick with super-powers or anything.'" Beca remarked with a sigh. She drew back her fist again and brought it across the man's jaw, knocking him unconscious, before making her way into the darkened building.

"How does a dump like this have one of the most secure vaults in Manhattan?" Beca thought as she moved silently through the run down building. It appeared to be some sort of bar or club, but the decrepit state of it said that it had long been abandoned. As she crawled along the ceiling, she noticed another man pointing an assault rifle down the hallway, obviously on watch for her since Mr. Jerry's alert. She pointed her left arm at him, firing a string of web towards the rifle. As soon as it reached the weapon, she jerked back on the webbing, wrenching it from the man's hands. He scarcely had time to realize what had happened before another bit of webbing hit him square in the face, both blinding and silencing him. She dropped from the ceiling, landing lightly on the floor before bounding over to the man and knocking him unconscious in the same manner as the previous man she encountered. She ran down the hallway that he appeared to have been guarding to find a massive hole in the ground. "Ah, that explains it."

As it happened, the abandoned building she had entered was located quite closely to the newest bank in Manhattan. Beca remembered reading a news article about how this building had been condemned by the city, at the bank's request, no doubt, and was to be torn down soon. She imagined the hole in the floor led directly to the bank's vault. She hopped down into the large opening, landing nimbly in a much cleaner and more well lit hallway. As soon as she landed, she felt her spider senses explode in the back of her skull as a hail of bullets sailed towards her. She leaped into the air, attaching herself to the ceiling.

"Guys, come on, can't we just talk this out?" Beca asked the three men who were pointing sub-machine guns at her from the other end of the hallway. The said nothing as they fired again. "I guess not..."

Beca dropped, landing on the floor for but a moment before hurling herself towards the men. She shot a string of webbing from each hand to the large vault door behind the men and pulled herself along them, throwing her entire body into the man in the middle. Being in such a confined space with automatic weapons, there wasn't much room for gracefulness or fancy moves. She quickly spun on the ground, using her legs to sweep the feet of the other two out from under them. As they lay on the floor, she bound their hands and feet with webbing.

"Well, that went well, I think," Beca said. Her feelings of triumph, however, were quickly squashed as a terribly loud alarm began to sound in the bank. "Oh, come on! You couldn't have gone off earlier?!"

* * *

Beca collapsed onto the bed in her room, letting out an exhausted sigh as she pulled her mask off. Getting out of encounters with the police was always so tricky, even though she was only there to help. It was one of the more frustrating parts of being Spider-Woman. No one seemed to trust her. Well, no one except for Chloe.

"I bet no one ever tries to arrest the Avengers..." Beca muttered. She got up and was about to begin stripping off her Spider-Woman suit when she heard her phone buzzing. She frowned, not sure who would be calling her at this late hour. The display on her phone showed an unknown number calling her, and she was about to ignore it, but curiosity got the better of her. "Hello?"

"Hey there, Spider..." Beca swallowed nervously as the sound of the sultry female voice reached her ears. How the hell did they get this number and know who she was?!

"I... Umm... Who is this?" Beca fumbled. For someone with a secret identity, she was a remarkably poor liar. The voice chuckled.

"Oh, I'm not all that important. I just wanted to say that I saw your work tonight and I was... _impressed_. You really do live up to your reputation."

"I have no idea what you're talking about," Beca lied.

"Please, Spider, you're far too smart to being playing dumb with me."

"Well, it was worth a try," Beca muttered.

"I've been watching you for some time now."

"That's not creepy or anything." The voice on the other end of the phone giggled.

"Perhaps. Maybe we'll meet face-to-face soon then. Would that make you more _comfortable_?"

"Sounds great," Beca replied sardonically.

"It's a date then," the voice said before the line went dead. Beca stared at her phone for a moment as she thought about the conversation she had just had.

"Oh, lovely..."

* * *

 _A/N: Hey! Sorry as always for taking so long on this, I'm an incredibly slow writer as it is and it doesn't help that I've been trying much harder with this than any story I've worked on previously. I do hope you guys are enjoying it. And I cannot thank Sweedledome enough for all of the wonderful help she's given me on this story. Thank you as well to everyone who has followed, favorited, or reviewed as well! Y'all are the best. :)_


	4. Party Night

**The Amazing Spider-Woman**

Chapter 4: Party Night

To say Beca was a bit alarmed by the recent turn of events would be a colossal understatement. Someone knew who she was. Or rather, _what_ she was. And that was definitely not good.

She was freaking out.

If someone knew the true identity of Spider-Woman, that put everyone who was close to her at risk. Beca cursed under her breath as she walked through the halls of her high school. The day had scarcely started, but she was already exhausted, having stayed up all night thinking about her latest predicament. She really had no clue what she could do about it though, and it wasn't like there was anyone she could ask for advice. That's the thing that people don't seem to realize about being a super hero: you're on your own.

So consumed with these thoughts was Beca that she didn't even register her spider sense warning her that someone was rapidly approaching her from behind. Beca grunted as she felt someone slam into her from behind as they wrapped their arms around her and began to squeeze tightly. She was about to grab onto her attacker's arms and hurl them over her shoulder in retaliation when a flash of red hair entered her vision and she realized just who it was that had, well, embraced her.

"Oh my God, Beca, thank you so much!" Chloe yelled jubilantly. "You're the best!"

"Thanks," Beca squeaked out, having lost her breath a bit due to the magnitude of force behind Chloe's hug. "But, uh, why?"

"I got an A on my Calculus test!" Chloe replied brightly as she released Beca before holding up a small packet of paper for her to see. Beca turned around and saw the 94 penned in red ink at the top of the first page.

"Great job, dude," she said with a weak smile.

"Thanks," Chloe said. "But really I should be the one thanking you. I couldn't have done it without your help." Beca shrugged.

"It's no big deal," she replied, looking away.

"It is to me," Chloe said. "Hey... You okay?"

"Huh?"

"You seem a bit... I don't know, you just seem kind of distracted. Is everything all right?"

"Oh," Beca said. "Yea. Everything's great. Super great. Nothing wrong at all."

"I see... And here I was starting to think you had only gotten a 99% on a test or something instead of your usual 100%," Chloe replied with a wink, which, as such things from Chloe often did, sent a blush burning across Beca's face.

"Yea, I guess that would be cause for concern, wouldn't it?" She answered with a nervous chuckle. "Listen, uh, I gotta go. Great job again on the test." Chloe frowned as Beca hurried off, wondering what had gotten into her.

"Ok, Beca, just calm down," she said to herself. "You can handle this. You can totally handle this, right?"

"Handle what, Becs?" Jesse's voice came suddenly from behind her. Beca jumped in surprise and whirled around. What the hell?

"What? Oh, nothing," she said, her adrenaline coursing far faster than it should be, considering the circumstances. Still, she hadn't been snuck up on in over a year, and her spider senses were clearly not functioning properly today. Come on, Parker, get it together...

Jesse raised his eyebrows skeptically as he looked at Beca, who was, at this point, glancing anxiously around them.

"Ok..." He said slowly. "So are you ready for the party tonight?"

"Party? What party?"

"You know, the one at Tom's house...?"

"Oh, right, that. Umm, actually I think I'm gonna have to cancel on that-"

"You're changing your mind again?" Jesse cut her off.

"Yea," Beca replied somewhat apologetically. She didn't even have to try to hard to emulate a sense of disappointment, because she _had_ wanted to go, if for no other reason than to see Chloe. Still, it probably wasn't prudent to go to such an event while there was someone who knew her true identity out there.

"Oh, come on, Becs, you have to go now!"

"And why is that, may I ask?"

"Because," Jesse said, throwing an arm around Beca and pulling her around. "That's why." Beca followed the arm he had extended to point ahead of them to see Chloe chatting cheerfully with a taller, blonde girl, whose name was Aubrey, if Beca recalled correctly. Chloe happened to notice them and sent a cheerful wave in Jesse and Beca's direction, which was returned enthusiastically by Jesse and shyly by Beca.

"...I don't follow," Beca said as Chloe returned to her conversation with Aubrey.

"Seriously, there's no way you're this dense. You have to be doing this on purpose." Beca raised her eyebrows expectantly as she looked at him, silently awaiting an answer. "Becs, you're going to ask Chloe out at the party."

"What? Why would I do that?" Beca asked frantically as she desperately tried to cover the red streak that immediately smeared itself across her face. God, she needed to get that under control.

"Your lady boner for her is so obvious, it's obscene," Jesse commented.

"My what!?" She was pretty sure she knew what he meant, but it didn't make the comment any less... strange. It would seem she wasn't hiding it as well as she thought.

"Look, Becs, you really just don't even have a choice in the matter at this point, you're coming to the party, and you're gonna get your girl," Jesse continued, ignoring Beca's indignation.

"But, I mean, it's just," Beca fumbled for an excuse. "I... I don't have anything to wear. How am I going to get Chloe dressed like this." She made a sweeping gesture down and across her body, indicating her current outfit, which consisted of dark jeans, a plain tank top, and a plaid over shirt. Needless to say, she wasn't the most varied in her wardrobe, as her closet was filled with little that differed from this.

"Hmm... That is true..." Jesse muttered, crossing his arms as he examined Beca.

"You weren't supposed to agree with that..."

* * *

Beca shuffled nervously as she stepped out of one of Jesse's father's cars, which was their mode of transportation to Tom's party. She still felt like being here wasn't a particularly good idea, considering the circumstances, but Jesse had been so insistent and Beca had failed to produce any truly reasonable excuse.

But more painful than her anxiety over the risk involved in this social excursion was the shopping trip Jesse had dragged her on immediately after school. Between Beca's lack of money, her unwillingness to let Jesse buy her anything, and her general dislike of anything that deviated from her standard attire, it had been no less than Beca's vision of Hell.

Still, before it was over, Beca had in her possession a simple, black blouse and a red and black plaid skirt, which she was now dressed in. She turned her head to see Jesse standing next to the car talking to their driver. Beca shook her head, thinking about how ridiculous they must look showing up to a high school party in a chauffeured Rolls Royce. Still, she supposed that comes with the territory when you're best friends with an Osborn...

"Hey, why so gloomy looking?" Jesse inquired as their car drove off, leaving the duo standing in front of the large white house in one of New York's more upscale suburbs, from which a great deal of music and sounds of revelry already emanated.

"I'm not gloomy looking." Jesse chuckled.

"Whatever you say, dude. You ready?"

"It's just a stupid party, you weirdo," Beca replied as she rang the doorbell, though she felt like her words were meant more for herself than for her best friend. Her anxiety had yet to relent and she knew she needed to calm down.

The door was soon opened to reveal the host of this particular gathering, Tom, who smiled wide as he greeted the pair.

"Hey! What's up, Osborn? Figured you'd join us peasants for once?" He teased. Jesse laughed and shook his head.

"I guess I was just feeling particularly gracious this evening," he retorted. "Thought we might drop by for a bit."

"Well, it's good to see you man," Tom said before looking to Beca, who had been shifting awkwardly during the exchange. "Hey. It's... Beca, right?"

"Yea," she replied, nodding her head. "How'd you know?"

"Chloe talks about you all the time," Tom responded nonchalantly.

"Oh," Beca said, swallowing as her mouth went dry. Jesse smirked, stifling a laugh as best he could.

"So how come I've never seen you out here before?" Tom asked.

"Umm... I guess I'm just not much good at being social."

"Well, we'll have to fix that then, won't we Osborn?" Tom winked at Beca.

"Good luck with that, I've been trying for years," Jesse commented. Tom laughed again, loud and boisterous, as he beckoned them into the house.

"Can I get you anything to drink?" Tom asked. Beca shook her head, declining the offer. Jesse, on the other hand, was more than happy to accept, and the two soon walked off, leaving behind a Beca who had little clue what to do next.

She observed her surroundings. The place was packed with people of varying ages, some she recognized from school, some she didn't. Many were dancing to the music blasting through the house, and almost everyone was drinking something from a red plastic cup.

And there, in the midst of the crowd, was Chloe, dancing wild and reckless and carefree. Beca smiled. She wished she could be like that. It wasn't long before the redhead noticed her and practically sprinted over to her location.

"Hey!" She said as she reached Beca and pulled her into a hug. "I thought you said you weren't coming!" Beca felt Chloe's breath warm against her neck, and noticed the scent of alcohol reaching her nostrils. Beca wasn't sure what kind, as she wasn't particularly familiar with it, but it seemed fairly potent. She shrugged as Chloe released her, still standing rather close. Beca wasn't sure if it was because of the lack of space, due to the surrounding party-goers, or if Chloe was actually trying to be so close. Either way, it wasn't helping her heart rate.

"I did," Beca said. "I changed my mind." Chloe beamed.

"Awesome! Did anything in particular help to do so?" She asked with a wink. Beca's face burned red as she looked away.

"Umm, no, not really," she replied. Chloe giggled.

"Whatever you say," she said. "Anyway, I'm gonna go get another drink! You want anything?"

Beca shook her head.

"No, I'm good," she answered.

"Okay! Be back in just a sec!" Beca shook her head as Chloe darted off in the same direction Jesse and Tom had gone. Beca looked around again. She felt a bit antsy, surrounded so closely by so many people, so she moved over a bit next to the wall. She sighed as she leaned against it, closing her eyes and trying to block out some of the sound. With her enhanced hearing, the loud music was beginning to have a fairly adverse effect on her head.

"Hey, wanna dance?"

Beca's eyes opened to see a boy standing before her, grinning (quite stupidly, Beca thought) as he looked her up and down. Still, she was caught off guard, not typically the object of such advances. She looked around to see if there was anyone else he could be talking to.

"Who? Me?" She asked awkwardly.

"Uh, yea, you," he said, letting out a short chuckle.

"Umm, sorry, I'm not really much of a dancer," Beca replied.

"Oh, come on, it'll be fun!"

Beca sighed, pinching the bridge of her nose. This was definitely not helping her growing headache.

"Dude, no," she said scathingly. The boy frowned.

"Fine, jeez," he said before walking off, more annoyed than dejected.

"Well, that was easier than I thought it would be," she thought. It wasn't long before Beca noticed him attempting to chat up another girl, one who seemed much more open to his request.

Beca hummed, bored, and began to wonder when Chloe would return, considering she was the only real reason she had come in the first place. After a few more minutes of standing alone and more people attempting to socialize with her than she really felt like dealing with, Beca decided to go look for Chloe on her own.

As crass as Jesse's phrasing may have been, he was right. Beca knew she had, in a rather short time, developed some kind of feelings for Chloe, though she never imagined they'd be reciprocated. But when she thought about it, Chloe did seem rather affectionate with her, always hugging or standing close when they spoke, constantly wearing a beaming smile on her face.

But then, maybe that was just how Chloe was with everyone...

Needless to say, Beca was not adept at social interaction, especially when it came to crushing on someone. It was, after all, the first time she'd really experienced such a thing.

Beca inched her way through the crowd, using every ounce of self control in her body not to simply plow through them, but with the increasingly painful pounding of her head and the impatience at being in a situation so far out of her element, it was becoming a monumentally difficult task, so much so that she had stopped really focusing on where she was going.

"Woah," Tom said as Beca bumped directly into him in her haste to get out of the crowd.

"Sorry," Beca muttered. His eyes narrowed slightly as he looked down at her, noticing the frayed, anxious look on her face.

"You okay there?" He asked.

"Yea, totally," Beca replied quickly. Tom nodded slowly, not really believing her.

"Okay... Somehow, I take it you're not really enjoying the party," he said.

"Is it that obvious?" Beca asked, wincing slightly. Tom smiled and shook his head.

"A bit," he said. "You looking for Chloe?" Beca nodded her head.

"I think she's in the kitchen. Come on, it's this way."

Beca blinked twice in surprise as Tom turned around and began leading her through the house. Frankly, she had originally assumed Tom would be somewhat of an arrogant jerk, being a rich, football playing, popular kid. It seemed, so far, that judgment had proved inaccurate.

She followed him closely, and soon they came to the large kitchen.

"Not sure if she's still in here, but..."

"She's here," Beca said quietly as her eyes fell on Chloe. She was laughing quite loudly as she conversed with someone Beca didn't really recognize. Beca stood frozen in place as Chloe threw her arms around his neck, pulling him into a tight hug. "I'm gonna go. Tell Jesse I called a cab."

"Beca, wait," Tom started to say, but Beca had already darted away, failing to notice the set of pale blue eyes observing her exit.

She paid no mind to courtesy or subtlety as she forced her way through the crowd towards the front door, practically throwing aside a couple who refused to move from her path.

"Hey, watch it!"

"What's your problem, dude?"

Beca ignored them, savagely pulling open the front door before taking off in a full sprint down the road.

She ran for what felt like hours, though in reality, was probably more like fifteen minutes. She didn't know why she was so upset, when really, she felt like it was her fault to begin with. It's not like Chloe was particularly obligated to her. Beca, being as awkward and socially disinclined as she was, had failed to show any real sign of interest in her, so it figured that she'd move on. Assuming she had any real interest in Beca to begin with, that is.

Beca sighed as she dropped to her knees on the pavement. Looking around, she noticed she was in an empty parking lot. That was good. Being around people was the last thing she wanted. The wind whipped her hair up and around her face, whistling eerily.

And then, suddenly, Beca's spider senses flared painfully as the sound of an unfortunately familiar voice reached her ears.

"Hey there, Spider..."

* * *

 _A/N: I'm so, so sorry I took so long on this. Unfortunately, I kind of let League of Legends take over my life for a bit, and that was pretty much all I'd been doing when not working. Anyway, I hope you liked the chapter! Oh, and if you want to read my (usually pointless) thoughts on Carmilla and other random crap, you should follow me on tumblr (leblanc-apella . tumblr . com)_

 _Also, as always, thanks to Sweedledome for reading over this and being the most helpful person ever. :D_


	5. A Bit of Bad Luck

**The Amazing Spider-Woman**

Chapter 5: A Bit of Bad Luck

 _A few minutes earlier…_

"Chloe?"

Chloe turned as she finished pouring herself a cup of punch, finding a boy roughly her height with curly brown hair and a wide smile standing before her.

"Benji? Hey!" She said brightly. "What are you doing here? When did you get back into town?"

"Well, which should I answer first?" He responded with a shrug. Chloe giggled, lightly jabbing his shoulder.

"When?" She answered.

"This morning. Was supposed to be last night but our flight was cancelled."

"Oh, really? Why?" Benji shrugged again.

"The airline never said."

"That's a bit weird," Chloe said.

"Yea, well, it gave me another night to see Emily, so it wasn't all bad."

"How's she doing?" Benji smiled.

"Great, actually. The surgery went really well, the doctors think she'll be able to come home by the end of the month." Chloe beamed as she pulled him into a hug.

"That's great!" She said. "I'm so happy for you. And her." Benji rubbed the back of his neck, looking away shyly as Chloe released him.

"Thanks," He said. "But enough about me. I heard you got to meet Spider-Woman!"

"Who told you that?" Chloe asked.

"Aubrey, duh," Benji said. Chloe shook her head, chuckling quietly.

"Of course," she said. "But yea, I did. Sort of…"

"What do you mean?"

"Oh, I didn't really get to talk to her. I just yelled at a cop who was trying to arrest her." Chloe lied.

"Wait, what?! Why'd they do that?"

"You've seen the Daily Bugle articles," Chloe said. "They paint her as a dangerous vigilante, which is bullshit, I think."

"What makes you so sure?" Benji asked.

"Well…" Chloe began, her thoughts drifting back to Spider-Woman's visit. She was quickly cut off, however, by Tom.

"Hey, have you seen Jesse?" He asked quickly. Chloe shook her head.

"Not lately, why? What's up?"

"Beca just ran off."

"What? What do you mean?" Chloe asked frantically.

"We were coming to find you because Beca was getting kind of, well, uncomfortable, I guess, being here by herself, and then we found you, but she just ran off, saying she was going to get a cab or something," Tom explained.

"Did she say why?"

"No, not really," Tom said. Chloe bit her lip as she thought. She felt bad that leaving Beca alone had made her uncomfortable, and she couldn't fathom what would prompt her to just leave, especially if she had just found her.

"Who's Beca?" Benji asked.

"Chloe's new crush," Tom replied offhandedly.

"Hey!" Chloe replied in protest.

"Am I wrong?" Tom asked skeptically.

"Well, no, but that's not the point! Why'd she leave?" Tom sighed.

"I told you, I don't know, Chloe. That's why I was looking for Jesse."

Chloe frowned as Tom walked off.

"Where did you go, Beca…?"

* * *

 _Beca's spider senses flared painfully as the sound of an unfortunately familiar voice reached her ears._

 _"Hey there, Spider..."_

Beca immediately rolled forward, twisting her body around as she moved. She landed low to the ground, hands and feet still on the pavement, every nerve in her body twitching, ready to move at the slightest hint of incoming danger.

However, the sight she was met with when she raised her head was most certainly not what she was expecting.

Beca's jaw dropped. Standing before her was a woman, blonde haired and clad in a skin-tight black jumpsuit with white frills around the collar, which dipped low and exposed a rather generous amount of cleavage. Beca blinked. She'd be lying if she said it wasn't a bit distracting. Maybe that was the point.

The woman stood with a relaxed, confident posture and wore a sultry smile as she looked down at Beca, her eyes surrounded by a small, black mask, obscuring her facial features. Beca's eyes narrowed as she took in her appearance.

"Do I know you?" Beca asked sarcastically as she slowly rose to her feet.

"I'm hurt, Spider. Did you forget about our 'date?'" She asked with a look of feigned offense as she held a hand over her heart. Beca rolled her eyes.

"I'm not really a fan of blind dates, to be honest," she said.

"Aww, that's too bad," the woman said as she took a step towards Beca. "And here I was _so_ excited to finally meet you."

"Maybe I'd reconsider if you told me who you were," Beca replied as the woman continued to advance.

"Hmm," she said as she reached Beca, leaning forward slightly so that their faces were mere inches apart. Beca's eyes narrowed as the woman smiled provocatively at her. "It's tempting, I must admit."

"So what's stopping you?" Beca asked. The woman chuckled, and Beca blinked rapidly and sharply inhaled as she felt her warm breath drift across her face, which was quickly reddening at this point.

"Because it's more fun this way," the woman said. "Though maybe you could... _persuade_ me." Beca raised an eyebrow skeptically.

"And how would I do that?"

The woman smirked.

"I'll let you figure that out. You're a smart girl."

Beca grit her teeth before immediately dropping to the ground, spinning her leg around to sweep the woman's feet out from under her, but she responded just as quickly by somersaulting backwards, her foot missing Beca's face by no more than a few millimeters as she moved deftly away.

"Ooh, easy there, Spider," the woman said as she landed lithely a few feet away. "Is that any way to treat a lady?" Beca scowled.

"How did you know about me?" She asked. "About what I am?"

"Well I can't reveal all of my secrets, now can I?"

"I'd settle for just one of them at this point," Beca muttered. The woman smirked.

"In due time, Spider," she said, more softly this time. Beca turned her head slightly as she observed the woman, whose posture relaxed ever so slightly.

"Wonderful," Beca said under her breath as the woman's sultry smirk returned.

"In the meantime," she continued. "Perhaps you could be so kind as to _entertain_ me?"

"I know I'm going to regret asking this, but what do you mean?"

"I think you know…" The woman replied slyly.

"Umm…" Beca scratched her head idly as she stood. "Nope. I got nothing."

"You know, for such an intelligent girl, you can be rather dense," The woman said, shaking her head.

"I've been getting that a lot lately." The woman chuckled.

"Oh, I know," she said.

"What do you- HEY!" Beca was cut off as the woman sprung off her feet towards her, fists raised and teeth clenched. Beca ducked beneath the strike, bringing her elbow around to the back of the woman's head, but met with only empty space as she rolled through her strike and out of Beca's reach. "What was that for?"

The woman turned, crouched on the ground, her body poised and nimble.

"Pay back for earlier, sweetie," she said, before bounding again towards Beca, this time aiming a roundhouse kick at Beca's head. Beca easily ducked the attack, but was unable to counterattack as she was forced to dodge a second kick coming from a follow through spin by the woman. Beca's back nearly touched the ground as she bent over backwards. As she brought herself back up, she threw a punch at the woman, which was easily swatted away. Said action stunned Beca so much that the woman's next punch connected with her cheek, the force of it sending her flying back to the ground. "My, my, Spider. I must confess that I expected a bit more from you."

Beca glared murderously up at the woman standing over her, throwing herself off the ground and beginning a series of incredibly fast punches and kicks, flailing wildly and aggressively, but none of her strikes made contact, as they were all dodged or blocked. She kept pushing, forcing the woman further and further back. Beca was certain that the woman's movements were getting ever so slightly slower, more sluggish. Her blocks were less solid, her dodges sloppier. Knowing that now was her best chance, Beca took an extra step forward before launching her next attack.

The woman's eyes widened in surprise, knowing she had been caught off guard. Beca smirked as she threw her entire weight into the next punch, fully confident that it would connect.

But then, within a mere split second, she saw the woman's expression shift from surprise and fear to a knowing grin, and Beca felt her leading foot lose its traction on the ground, causing her to slip, and her attack to miss.

The woman brought her foot straight up into Beca's chin with so much force that it sent her sailing away, landing with her back on the ground, her head slamming painfully into the pavement as she did so.

Beca grunted as the woman, shaking her head in apparent disappointment, sauntered towards her. The woman's face was adorned with an infuriatingly smug grin as she leaned over and looked down at her.

"Well, Spider, I must say, this certainly has been entertaining, but I'm afraid I've other business to attend to tonight, so this date will have to come to an end now," she said. Beca scowled.

"Who the _hell_ are you?" She said through gritted teeth as she slowly crawled to her feet, feeling a wet trickled of blood flowing down her neck from the back of her head.

"Less of a threat to you than you might think, Spider. Just a bit of bad luck, at worst," she said, giving Beca a sultry wink. "But you can call me _Black Cat_."

* * *

 _A/N: Hey! Sorry this took so long! Stuff came up and I sort of lost my motivation for writing, among other things (this is all explained on my tumblr, if you're curious) but hopefully I'm back to actively working on this. It might still be slow going because my school work is getting pretty intense though. Hopefully it won't take this long next time though. Thank you SO much to all the nice reviews and messages I got about this story. It makes me smile so big when I read them. And thanks again to Sweedledome for reading over this._

 _Also, I'm probably about to upload this story to AO3 as well, for anyone prefers to read on that site. Pen name there is the same as here._


	6. Lies and Lies and Lies

**The Amazing Spider-Woman**

Chapter 6: Lies and Lies and Lies

"Hey." Beca glanced warily at Jesse as he leaned against the lockers in the school hall, a look of obvious concern on his face.

"Yes?" She asked plainly. Jesse frowned, the dullness of her tone not lost on him.

"What happened the other night?"

"What do you mean?" Beca feigned ignorance as she shut her locker door and snapped its lock into place in one clean motion before turning to walk down the hall. Jesse darted after her.

"You know exactly what I mean," he said as he strode next to her. "Where'd you go? And why'd you run out of the party like that?" Beca shrugged.

"I had a… project to work on," she lied, her pace quickening ever so slightly as she approached her next class, which Jesse was not taking and would thus be an escape from his questioning.

"Right…" he replied skeptically, matching her increasing speed. "…and this… project was so pressing that you forgot to answer your phone all weekend?" Beca glared at him as they continued down the hallway.

"I guess so," she muttered.

"Beca, come on. Talk to me. What happened?"

"Nothing," Beca replied, clenching her jaw. She began to walk even faster, and Jesse reached out to grab her shoulder.

"Beca, wait-"

As soon as she felt his hand make contact, she turned and violently shoved him away.

"Just drop it, okay!?" She yelled with so much volume that everyone in the hallway turned and began staring at the pair. Jesse looked at her for but a moment before closing his eyes and releasing a heavy sigh.

"Fine," he said, his voice smaller than Beca had ever heard it, before simply turning and walking away.

"Wait, Jesse," Beca started to say, guilt practically erupting through her body at the look of hurt she could see in the surprise on his face when she yelled at him, in the slump of his shoulders, in the weariness of his gait as he left. She pinched the bridge of her nose, berating herself. Looking around, she could see her classmates' confused and curious gazes, and she rolled her eyes before turning on her heels and walking into her Calculus class. However, just before she entered the room, she caught sight, out of the corner of her eye, one particular redheaded classmate who gave her pause. Chloe was looking at her with such a look of concern and worry, but Beca merely looked away. It's not like she would understand Beca's problems even if she wanted to, which Beca was convinced was not the case.

Beca wasted no more time taking her usual seat in the back of the room before letting her head fall to her desk with a resounding thud. She scoffed at herself. Everything seemed to be going so well less than a week ago, and now, well, Beca didn't really have the words for it, but it sucked.

"That bad, huh?" Beca looked up to find Tom sitting in the desk adjacent to her own.

"Oh, Tom," Beca replied, ignoring his question. "I didn't realize you were in this class."

"Well, you did just meet me three days ago. And I guess you never expected such a dumb jock to be in AP Calculus," He responded.

"What? No, that's not, I mean…" Tom shook he head and chuckled, effectively silencing her. He looked at her with a mix of amusement and concern that Beca couldn't quite decipher.

"Relax, dude. I'm just messing with you. Besides, even if you made that assumption, you wouldn't be far off. I'm not all that intelligent," he said. Beca sighed as she let her head fall back to rest on her desk.

"Just being in here makes you smarter than 90% of the people in this school," she replied. Tom hummed something that sounded like agreement, and the two sat in silence for a moment.

"You know-"

"I'm sorry about-"

Tom and Beca stared at each other for a moment as they both tried to speak simultaneously, before both releasing a soft chuckle.

"Sorry," Tom said. "You first."

"Sorry about running out of your party like that… Something came up." Tom's eyebrows rose slightly at the apology, and Beca knew instantly that he didn't believe her. She really was going to have to get better at this whole lying thing.

"I see…" He said. "I mean, you don't really have to apologize to me. But I didn't really get why you left. I thought you _wanted_ to see Chloe."

"What gave you that impression?"

"Come on, dude, it's obvious you have a thing for her," he said. Beca scoffed.

"I don't know what you're talking about," she replied as she turned to face the front of the classroom, where their teacher was about to begin the lesson.

"Right, well, that sounds like a lie, but whatever, dude," Tom said under his breath, just loud enough for Beca to hear. "You know, you really should try _actually_ talking to her."

"Like that would get me anywhere," Beca responded in a whisper.

"You don't give yourself, or her, for that matter, enough credit. Have you ever considered that she might feel the same way?" Beca nearly gave herself whiplash as she turned her head to look at Tom.

"What?" She asked, much more loudly than she intended.

"Yes, Ms. Parker? Do I need to repeat something?" Her teacher asked from the front of the room. Tom smirked as Beca sank back into her seat, her face blushing red as her classmates giggled at her little outburst.

"No, ma'am," she muttered, glaring at Tom. He turned his head ever so slightly to look at her again.

"Talk to her," he whispered.

"No. Besides, what about that guy she was all over at the party?"

"Who? Benji?"

"How should I know his name?" Beca hissed.

"Ha! Are you serious?" Tom barked, much to the chagrin of their calculus teacher.

"Mr. Barton!" Now it was Tom's turn to feel the stares of the classmates and the embarrassment that followed. Beca smirked. "If you and Ms. Parker continue to disrupt my class, I'm going to have to ask you to leave."

Said smirk quickly disappeared.

"Shutting up now, ma'am," Tom replied dutifully. Mrs. Jordan rolled her eyes before continuing the lecture. Tom glanced over to Beca to whisper, "Beca, Benji is basically her brother. Besides, he already has a girlfriend, so get your head out of your ass and go talk to Chloe."

Beca glared at him, anger and irritation showing on her face even as the news simultaneously elated and terrified her.

"I'll consider it."

* * *

Beca bit her lip as she read off the library computer screen.

"Police Baffled by Impossible Theft at Art Museum."

"Black cat…" Beca thought as she read the article. There was no real evidence that the mysterious woman was behind the theft, but something told Beca that only she could have done it. Security at the museum had been impeccable, yet the police could find no possible method for someone to have entered undetected, let alone make their escape with the painting in tow. She titled her head slightly as she reached the end of the article.

"Even stranger in this case was the fact that the stolen piece miraculously reappeared in its display at the museum three days later in the exact condition in which it had been taken."

"Who the hell are you…?" Beca whispered to herself. "And what are you doing?"

At that moment, Beca heard the library door open, and she turned to find Chloe now standing in the door way, her right arm still propping the door open as she stared at her. Beca stood up as Chloe began walking toward her.

"Hey," Chloe said as she reached Beca.

"Hey," Beca replied, somewhat breathless as she took in Chloe's features. She cursed herself for being so distracted by things like that. Chloe frowned as she looked at Beca.

"Is everything all right, Becs?" She asked.

"What do you mean?"

"Well, I heard your argument with Jesse…"

"Oh, that," Beca said, feeling all of her guilt come rushing back to her. She still had not been able to apologize to him, as he left school as soon as his final class ended.

"Becs, I was- I mean, we were really worried about you. You know… after you ran out on us, and then wouldn't answer anyone's calls or texts…" Beca's eyes narrowed as she looked at Chloe.

"I'm fine," she said with a sigh. "Just… distracted."

"You seem distracted a lot lately," Chloe replied. She glanced at the computer screen, surprised to see the news article as opposed to some science related subject.

"Yea, well…" Beca responded as she sat back down and closed out of the page on the computer before logging off. "I don't know. Things are just… a bit weird for me right now."

"You wanna talk about it?" Chloe asked as she slipped her bag off of her shoulder and sat down at the computer station next to Beca.

Beca shook her head.

"Not really," she said.

"Can you at least tell me why you left?" Chloe asked. Beca shrugged, her actual reason seeming all together childish and stupid now.

"I had forgotten that I needed to run an errand for my Aunt May, she needed me to go pick up some groceries and I wanted to get there before the store closed," Beca lied. "I was supposed to do it after school but Jesse forced me to go... shopping," it seemed to almost pain Beca to utter that word, "So I never got around to it before the party."

"Oh, ok. You live with your Aunt?" Chloe asked. Beca looked at her, surprised at both the fact that her lie had been accepted and that Chloe asked about her living situation. Most people just went with it, didn't ask any questions, at least, in the few instances where it came up.

"Yea," Beca replied. "My parents died when I was really young."

"Oh, Becs, I'm so sorry, I didn't mean-"

"It's fine," Beca dismissed her concern, waving her hand. "I wasn't old enough to be sad about it then." Chloe smiled sadly at Beca. And then an idea hit her.

"Hey, do you like pie?" Chloe asked suddenly and enthusiastically.

"What?" Beca asked, recoiling slightly.

"Pie! Do you like it?"

"Umm, I mean, I guess-"

"Okay, let's go!" Chloe exclaimed as she grabbed Beca's hand and dragged her out of the chair and towards the library exit. Beca was so off-kilter that she failed to make any protest.

And with Tom's words still sitting in the back of her head, that didn't bother her much.


End file.
